Common use of Control by Bondholders Clause in Contracts

Control by Bondholders. The Holders of not less than 51% of the than outstanding Bond Balance shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Bonds or exercising any trust or power conferred on the Indenture Trustee; provided that: (i) such direction shall not be in conflict with any rule of law or with this Indenture; (ii) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate shall be by Holders of Bonds representing not less than 66b% of the then outstanding Bond Balance; (iii) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate pursuant to such Section, then any written direction to the Indenture Trustee by Holders of Bonds representing less than 66b% of the then outstanding Bond Balance to sell or liquidate the Trust Estate shall be of no force and effect; and (iv) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Bondholders set forth in this Section, subject to Section 6.01, the Indenture Trustee need not take any action that it determines, in its sole discretion, might involve it in liability or might materially adversely affect the rights of any Bondholders not consenting to such action.

Control by Bondholders. The Holders of not a majority of the Outstanding Amount of the Bonds (or, if less than 51% of all Tranches are affected, the than outstanding Bond Balance affected Tranches) shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Bonds of such Tranches or exercising any trust or power conferred on the Indenture TrusteeTrustee with respect to such Tranches; provided that: provided, that (ia) such direction shall not be in conflict with any rule of law or with this Indenture; ; (iib) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate Collateral shall be by the Holders of Bonds representing not less than 66b% all of the then outstanding Bond Balance; Outstanding Amount of the Bonds; (iiic) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate Collateral pursuant to such SectionSection and not to sell or liquidate the same, then any written direction to the Indenture Trustee by Holders of Bonds representing less than 66b% all of the then outstanding Bond Balance Outstanding Amount of the Bonds to sell or liquidate the Trust Estate Collateral shall be of no force and effect; and (ivd) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Bondholders set forth in this Section, ; (e) subject to Section 6.01, the Indenture Trustee need not take any action that it determines, in its sole discretion, determines might involve it in liability or for which it reasonably believes it will not be adequately 35 <PAGE> indemnified against the costs, expenses and liabilities which might be incurred by it in complying with this request; and (f) the Trustee need not take any action that it determines might materially and adversely affect the rights of any Bondholders not consenting to such action.

Control by Bondholders. The Holders of not a majority of the ---------------------- Outstanding Amount of the Bonds (or, if less than 51% of all Classes are affected, the than outstanding Bond Balance affected Class or Classes) shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Bonds of such Class or Classes or exercising any trust or power conferred on the Indenture TrusteeTrustee with respect to such Class or Classes; provided provided, however, that: (ia) such direction shall not be in conflict with any rule of law or with this Indenture; (iib) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate Collateral shall be by the Holders of Bonds representing not less than 66b% 100 percent of the then outstanding Bond BalanceOutstanding Amount of the Bonds; (iiic) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate Collateral pursuant to such Section, then any written direction to the Indenture Trustee by Holders of Bonds representing less than 66b% 100 percent of the then outstanding Bond Balance Outstanding Amount of the Bonds to sell or liquidate the Trust Estate Collateral shall be of no force and effect; and (ivd) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Bondholders set forth in this Section; provided, however, that, subject to Section 6.01, the Indenture Trustee need not take any action that it determines, in its sole discretion, determines might involve it in liability or might materially adversely affect the rights of any Bondholders not consenting to such action.

Control by Bondholders. The Holders of not a majority of the Outstanding Amount of the Bonds (or, if less than 51% of all Classes are affected, the than outstanding Bond Balance affected Class or Classes) shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Indenture Trustee with respect to the Bonds of such Class or Classes or exercising any trust or power conferred on the Indenture TrusteeTrustee with respect to such Class or Classes; provided provided, however, that: (ia) such direction shall not be in conflict with any rule of law or with this Indenture; (iib) subject to the express terms of Section 5.04, any direction to the Indenture Trustee to sell or liquidate the Trust Estate Collateral shall be by the Holders of Bonds representing not less than 66b% 100 percent of the then outstanding Bond BalanceOutstanding Amount of the Bonds; (iiic) if the conditions set forth in Section 5.05 have been satisfied and the Indenture Trustee elects to retain the Trust Estate Collateral pursuant to such Section, then any written direction to the Indenture Trustee by Holders of Bonds representing less than 66b% 100 percent of the then outstanding Bond Balance Outstanding Amount of the Bonds to sell or liquidate the Trust Estate Collateral shall be of no force and effect; and (ivd) the Indenture Trustee may take any other action deemed proper by the Indenture Trustee that is not inconsistent with such direction. Notwithstanding the rights of Bondholders set forth in this Section; provided, however, that, subject to Section 6.01, the Indenture Trustee need not take any action that it determines, in its sole discretion, determines might involve it in liability or might materially adversely affect the rights of any Bondholders not consenting to such action.